The terms of our agreement.

These terms (“Terms”) form a contract between Novorit (“Novorit”, “we”) and the organisation (“Customer”, “you”) that uses the Novorit platform at app.novorit.com (the “Service”).

By creating an Novorit workspace, accessing the Service, or accepting these Terms through an order form, you agree to be bound by them on behalf of the organisation you represent. If you do not agree, do not use the Service.

Novorit is a multi-tenant platform for structuring, approving, and recording operational documents — payment vouchers, purchase orders, personnel actions, and related records. The Service includes workflow automation, notifications, PDF generation, audit trails, administrative tooling, and supporting APIs. We may release new features, retire features that no longer serve the product, or improve existing ones. Where a change materially reduces functionality, we will give reasonable notice to account administrators.

A detailed, current description of capabilities lives at /product and is authoritative over any earlier marketing material.

You may create accounts only for people authorised by your organisation. Each user must be an identified individual; shared logins are not permitted. The account administrator is responsible for provisioning, deprovisioning, and the appropriateness of role assignments.

You must be legally capable of entering into this agreement in your jurisdiction and must not be located in, or act on behalf of persons in, a country or entity subject to comprehensive sanctions that would make use of the Service unlawful.

You agree not to use the Service to:

• Violate law, intellectual-property rights, or the rights of others.
• Upload malware, transmit spam, or conduct fraud.
• Probe, scan, or test the vulnerability of the Service other than through our responsible-disclosure programme via our responsible-disclosure form.
• Attempt to bypass tenant isolation, rate limits, or authentication.
• Reverse-engineer the Service, except to the extent that applicable law prohibits such a restriction.
• Use the Service to build a competing product by copying its interfaces or workflows.

We may suspend access to address an active abuse incident; we will notify you and act proportionately.

You own your data. Content you or your users submit to the Service remains the Customer’s property. We process it under these Terms and our Privacy Policy, and, where required, under a Data Processing Agreement.

We protect your data. A summary of the technical and organisational measures we apply is at /product/security. Audit logs are tamper-evident by design: entries cannot be edited through the Service, and the only deletions permitted are lawful retention or erasure, each of which leaves a verifiable record. This is a deliberate product commitment, not an optional feature.

You can export it. At any time during the subscription, and for a reasonable period after termination, administrators can export documents, audit events, and account data through the Service.

Definitions. “Customer Data” is content you or your users submit to the Service. It remains your property, as stated above. “Service Data” is data we generate operating the Service — configuration, logs, telemetry, security events, performance measurements, usage records. “Aggregated Insights” are statistical, aggregated, or de-identified information derived from either, in a form that does not identify you, your users, or any individual, and from which you cannot reasonably be re-identified. The “Verification Network” is our facility for corroborating supplier, vendor, and payee identity and payment details across organisations using Aggregated Insights only.

What you grant us. You grant Novorit a perpetual, worldwide, royalty-free right to create and use Aggregated Insights from Customer Data and Service Data to: detect, investigate, and prevent fraud, financial crime, and abuse of the Service, including in the interests of other Novorit customers; verify and corroborate the identity, tax registration, banking details, and compliance status of suppliers, vendors, and payees; operate, maintain, and improve the security and integrity of the Service; produce aggregate benchmarks, statistics, and industry research; develop, test, and improve features and analytical models, using Aggregated Insights only; and operate the Verification Network for the benefit of Novorit customers generally. Novorit owns the Aggregated Insights and any models or aggregates derived from them. Nothing here transfers ownership of Customer Data, and we claim no rights in it beyond those needed to provide the Service.

How de-identification works. Contributions to the Verification Network are de-identified before they leave your tenant. A contributed fact carries no identifier of you, your users, or the individual concerned, and is stored without any association to your organisation. Counterparty identities are represented by a one-way cryptographic fingerprint from which the original value cannot be recovered. A fact is only made available to any customer once several unrelated organisations have independently corroborated it.

What we will not do. We will not: sell, rent, or licence Customer Data; sell Aggregated Insights as a standalone data product to data brokers, credit bureaux, or advertisers; disclose your identity as the source of any contributed fact, or disclose any insight in a form that identifies you or an individual; attempt to re-identify de-identified data, or assist anyone else in doing so; include the content of your documents, attachments, or free-text fields in the Verification Network; or use Customer Data to train generally available AI models.

Participation and opt-out. Participation in the Verification Network is enabled by default for all plans, because the protection it provides depends on broad participation. You may opt out at any time — through the administrative settings of the Service, or by written notice, or by an express term in your order form. Opting out takes effect prospectively: your tenant stops contributing within 30 days. Facts already contributed cannot be withdrawn, because they carry no association with your organisation and so cannot be located or attributed — the same property that protects your confidentiality. Because the network operates on reciprocity, a customer that opts out of contributing does not receive Verification Network signals; all fraud-detection features operating solely within your own tenant continue unaffected.

Counterparty data. You represent that you have the right to submit vendor, supplier, and payee information to the Service, and to have it processed for the verification and fraud-prevention purposes described here, including where that information relates to an individual such as a sole trader.

Paid plans and their fees are described at /pricing and any order form you execute. Unless otherwise stated, fees are charged in advance for the subscription term, are non-refundable, and are exclusive of taxes.

We may change list pricing for future terms. Existing contracts run out at the agreed price. Enterprise pricing on an order form is governed by that order form.

If payment is overdue, we will contact you. Continued non-payment may lead to suspension or termination following reasonable notice.

We work to keep the Service available, performant, and safe. Enterprise customers receive a written service-level commitment as part of their order form. Where you depend on a specific uptime or response target, please request an enterprise agreement.

Scheduled maintenance is communicated in advance where reasonably possible. Emergency maintenance to protect security or integrity may occur without notice.

Novorit owns all intellectual-property rights in the Service, its interfaces, and its underlying code. These Terms grant you a limited, non-exclusive, non-transferable right to access and use the Service for your internal business purposes during the subscription term. No other rights are granted by implication or estoppel.

Feedback you provide is appreciated. We may incorporate it into the Service without obligation or attribution.

Your brand. Where your plan includes custom branding, the Service and the documents it produces carry your name and logo. We remove our name from letterheads, document footers, report credits and the emails sent on your behalf.

Verification stays ours. Every document the Service produces can be checked by anyone who holds it. That check, and every statement that a record is sealed, intact or unchanged, is made by Novorit and names Novorit as the party making it. This covers the evidence seal, the audit integrity statement, the evidence certificate and the public verification page. Custom branding does not extend to them. You may not remove, obscure or alter them, or present them as made by you or anyone else. A seal is only worth something because it comes from someone other than the party it vouches for.

What verification confirms. It confirms that a document matches the record the Service holds: what was approved, by whom and when. It does not confirm that a payment was made, and Novorit does not move, hold or guarantee money.

This section applies under any order form, including a negotiated one, unless that order form expressly says otherwise.

We warrant that the Service will be provided in a professional manner consistent with industry standards. Except for that warranty and any written commitments in an executed order form, the Service is provided “as is” and we disclaim all other warranties, express or implied, to the fullest extent permitted by law — including merchantability, fitness for a particular purpose, and non-infringement.

Novorit is a tool that records and routes approvals; it does not replace your organisation’s responsibility for legal, financial, or regulatory decisions made inside it.

To the fullest extent permitted by law, neither party is liable for indirect, consequential, incidental, special, or punitive damages, or for lost profits, revenues, or data, even if advised of the possibility. Each party’s aggregate liability arising out of or related to these Terms is capped at the fees paid by the Customer to Novorit in the twelve months preceding the event giving rise to liability.

The cap does not apply to breaches of confidentiality obligations, misuse of intellectual property, indemnification obligations, or liability that cannot be excluded under applicable law.

Each party will defend the other against third-party claims arising from (a) the indemnifying party’s violation of law, (b) infringement of third-party intellectual property by the indemnifying party’s own materials, or (c) breach of confidentiality. Reasonable, substantiated losses, damages, and costs awarded in a final judgment or settlement will be reimbursed. The indemnified party must give prompt notice, reasonable cooperation, and sole control of the defence to the indemnifying party.

Either party may terminate for material breach that is not cured within 30 days of written notice. Customer may terminate for convenience at the end of a subscription term per its plan or order form. Novorit may suspend or terminate access to address severe misuse, non-payment, or legal requirement.

On termination, access to the Service ends. Customer may, for a reasonable period, export data through the Service. We will then delete Customer data in accordance with our retention practices, except where we are legally required to retain it.

We may update these Terms to reflect product evolution or legal changes. Material changes will be notified to account administrators at least 30 days before they take effect. Continuing to use the Service after the effective date constitutes acceptance of the updated Terms.

These Terms are governed by the laws of the jurisdiction identified in the applicable order form, or, in the absence of an order form, the laws of the Federal Republic of Nigeria, without regard to conflict-of-law rules. Disputes will be resolved in the courts of that jurisdiction, except where statute gives a consumer or regulated customer a non-waivable right to another forum.

Legal questions, requests for a signed agreement, or notices under these Terms should be sent to our legal enquiry form.